Nasdaq's New Hurdle for Crypto Investments

Nasdaq has introduced a new rule that requires shareholder approval for companies looking to use stock issuances to buy cryptocurrencies. This move comes as many companies have been rushing to add crypto to their treasuries, with a total of $132 billion planned for such purchases this year. The new rule is part of Nasdaq's existing listing standards, which already require shareholder approval for certain types of transactions. The exchange's enforcement arm is also responsible for ensuring compliance with these rules and federal securities laws. The timing of this rule change is significant, as there has been a surge in "crypto-treasury" strategies among public companies. These companies are selling equity or convertible bonds to raise funds, which they then use to buy tokens like Bitcoin, Ethereum, Solana, and XRP. Markets reacted quickly to the news of the policy shift, with crypto-treasury stocks falling during Thursday's trading session. However, there is still strong interest in pure-play crypto exposure, as evidenced by the debut of American Bitcoin on Nasdaq, which closed its first day up 16. 5 percent. The regulatory landscape for digital assets is also evolving, with the SEC releasing a rulemaking agenda that includes clearer guidelines for offers and sales, as well as paths to trade on national securities exchanges. Separate House and Senate proposals are also being considered, which would delineate jurisdiction between the SEC and CFTC and set timelines for implementing new rules. The new rule does not ban crypto treasuries, but it does raise the bar by requiring a shareholder vote for many financings. This can affect the timing and pricing of deals, as companies will need to model the exchange rules in advance, including thresholds and exceptions. Despite the new hurdle, companies are still pursuing token exposure for balance-sheet management, payments experimentation, or equity-per-coin positioning. The first phase of the year's treasury rush delivered new listings, larger token reserves, and price volatility across small-cap names. Nasdaq's added review turns that rush into a process that will run through shareholder meetings, proxy calendars, and compliance checks. The exchange has started to apply the scrutiny, and issuers planning crypto treasuries now face a vote.